Agent Advances of Loans. The Administrative Agent is authorized by the Tranche 2 Banks, but is not obligated, to make Agent Advances consisting only of Prime Rate Loans upon a Notice of Borrowing received by the Administrative Agent. Agent Advances shall be subject to periodic settlement with the Tranche 2 Banks under Section 2.04. Any Agent Advance so made by the Administrative Agent shall constitute part of the Obligations secured by the Collateral and shall be repaid by the Company no later than the fifteenth (15th) day after the earliest date on which any condition precedent to the making of a Loan set forth in Section 5.05 shall fail to be satisfied. Agent Advances may be made only in the following circumstances:
Agent Advances of Loans. After the Effective Date, the ----------------------- Agent is authorized by the Lenders, but is not obligated, to make Agent Advances for its own account (i) upon receiving any Notice of Borrowing requesting Lender Advances or Agent Advances constituting Prime Rate Loans within the applicable time limits set forth in Section 2.2(a) or (ii) upon advice received by the -------------- Agent on a Business Day from the Disbursement Account Bank that the face amount of checks drawn on the Disbursement Account, which have been or will be presented for payment on that day exceeds the amount of funds then available in the Disbursement Account. All Agent Advances will be Prime Rate Loans and may be made, at the election of the Agent, without regard to the minimum principal amounts in Section 2.2(a). Agent Advances will be subject to periodic -------------- settlement with the Lenders under Section 2.6. For administrative convenience, ----------- the Agent may, but is not obligated to, make Agent Advances in reliance upon the Borrowers' actual or deemed representations under Section 5.2 that the ----------- conditions for borrowing are satisfied. If the conditions for Borrowing under Section 5.2 cannot be fulfilled, the Borrower which requested the Borrowing ----------- shall in its Notice of Borrowing or otherwise give immediate notice thereof (specifying the circumstances which prevent the conditions from being fulfilled) to the Agent, with a copy to each of the Lenders, and the Agent may, but is not obligated to, continue to make Agent Advances for 20 Business Days from the date the Agent first receives such Notice of Borrowing, or until sooner instructed by the Majority Lenders to cease (the "Agent Advance Period"). Once notice is -------------------- given by a Borrower that circumstances exist which prevent the conditions to borrowing from being fulfilled, no additional notice with respect to the same circumstances will be effective to commence a new Agent Advance Period.
Agent Advances of Loans. (a) In connection with the making of any Revolving Loan, Administrative Agent may assume that each Lender will make available to Administrative Agent such Lender’s Pro Rata Share of the Revolving Loan requested or otherwise made on such day and Administrative Agent may, in its discretion, but shall not be obligated to, cause a corresponding amount to be made available to or for the benefit of such Borrower on such day. If Administrative Agent makes such corresponding amount available to a Borrower and such corresponding amount is not in fact made available to Administrative Agent by such Lender, Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender together with interest thereon for each day from the date such payment was due until the date such amount is paid to Administrative Agent at the Federal Funds Rate for each day during such period (as published by the Federal Reserve Bank of New York or at Administrative Agent’s option based on the arithmetic mean determined by Administrative Agent of the rates for the last transaction in overnight Federal funds arranged prior to 9:00 a.m. (New York City time) on that day by each of the three leading brokers of Federal funds transactions in New York City selected by Administrative Agent) and if such amounts are not paid within three (3) days of Administrative Agent’s demand, at the highest Interest Rate provided for in Section 3.1 hereof applicable to Prime Rate Loans. During the period in which such Lender has not paid such corresponding amount to Administrative Agent, notwithstanding anything to the contrary contained in this Agreement or any of the other Financing Agreements, the amount so advanced by Administrative Agent to or for the benefit of any Borrower shall, for all purposes hereof, be a Revolving Loan made by Administrative Agent for its own account. Upon any such failure by a Lender to pay Administrative Agent, Administrative Agent shall promptly thereafter notify Company of such failure and Borrowers shall pay such corresponding amount to Administrative Agent for its own account within five (5) Business Days of Company’s receipt of such notice. A Lender who fails to pay Administrative Agent its Pro Rata Share of any Revolving Loans made available by Administrative Agent on such Lender’s behalf, or any Lender who fails to pay any other amount owing by it to Administrative Agent, is a “Defaulting Lender”. Administrative Agent shall not be obligated to t...
